Unspoken
by rosepetalsinwinter
Summary: On the way back to Storybrooke, Emma, Regina and Lily must make an emergency stop. One night, Regina hears Emma and Lily having a heart-to-heart about their more than platonic relationship. Will Regina finally realize her true happy ending? And if she does, will it already be too late?
1. Chapter 1

The car was eerily quiet, the weight of unspoken words weighing on Lily, Regina and Emma like a heavy fog. There were so many things that all three wanted to say.

Lily: _I lied to Emma. I lied about so much. I've thought about her more than I care to admit. This Robin guy sucks._

 _I think soul mates are stupid._

And Regina: _I can't believe Robin didn't trust me. I'm not sure if I want him back…I'm not even sure if I love him._

 _I think soul mates are stupid._

Finally, Emma: _Robin was an ass. We came all that way to have him belittle Regina. What Zelena did was inexcusable._

 _I think soul mates are stupid._

Regina would never know what Emma thought and Emma would never know what Lily thought. Their words gathered into piles in their minds, dying to be spoken. Instead, Emma turned on the radio, flipping to a top forty station that Lily despised. Regina cried quietly, letting the tears wash away the day's makeup.

The sun was setting, casting a lazy shadow over the landscape.

Suddenly, there was a loud pop and Emma's eyes widened as she quickly steered the bug off the road. "Crap," she murmured.

"What is it?" asked Regina.

"We've got a flat. We've got to stop for the night. Everything's closed by now. I'll have to get a new tire in the morning."

"You don't carry a spare?" Lily asked from the back seat. It looked like she was trying to hold back a smile. Emma burst out laughing and the pair cackled at what was an obvious inside joke. Regina suddenly felt very alone. She had no idea what they were talking about, resigning to silence.

The group managed to find a hotel close by and checked in. Regina had opted for a single room. Emma had given her a look but Regina had responded with an expression that said, "I just need to be alone."

Emma would have much preferred a single as well, but instead she found herself rooming with Lily to make sure she didn't bail.

"Just like old times," Lily remarked. They laughed again, and Regina slipped away to her room, the weight of unspoken words still piled upon her chest.

-ooo-

The hot water nearly scalded Lily's skin. Raking her fingers through her dark hair, she let the warmth flow over her skin, washing away the pain of the last few days. Maybe if she stood there long enough, she could wash away the face of Emma Swan.

 _Speak of the devil,_ she thought as Emma banged on the bathroom door, telling her to hurry up.

Regina's shower was icy. Her skin was covered in goose bumps, and she could feel her lips going blue. She didn't care. The icy stab of the water was better than the dull ache of her pain.

Emma realized Lily had used up all of the hot water. Her shower held faint memories of warmth, but she just ended up shivering.

Clean and exhausted, the blonde crawled into bed, pulling her covers over her head. She listened to Lily move about the room before the brunette got into bed, and everything was quiet.

Meanwhile, Regina couldn't sleep. She stared dissociatively at the wall, trying to quiet her thoughts. The day's events swirled into one giant mess in her mind and no matter how hard she tried, she lay wide awake until finally, she swung her legs out of bed and padded down the hallway to Emma's room. She just needed someone to talk to.

She was just about to knock when she heard a muffled voice from behind the thin pine door.

"Emma…you awake?" Lily whispered.

"Yeah." On the other side of the door, Emma rolled over and switched on the lamp, flooding the room with light.

"Sorry. Were you asleep?"

"No. I was thinking about-"

Lily cut her off. "Me too. You know, I lied about never thinking about you."

Emma scoffed. "I'm pretty sure the pin board with my entire family and I on it outed you on that one."

The other woman laughed nervously. "No, I mean I thought about…I thought about us."

Regina caught her breath, leaning closer.

"I thought about it too," Emma replied. Regina's heart was hammering in her chest and she felt an inexplicable flare of jealousy.

"I couldn't forget that one night. Where were we?"

"Oregon, I think." The blonde laughed. "I had just gotten my driver's licence and we got a flat…I didn't bring a spare." The pair laughed and Regina finally understood the joke.

Lily continued, "So we stopped at that motel, and they only had one room left so we…" Her voice tapered out, and there was silence. Regina couldn't see what was going on but she had a pretty good idea. After a while, she heard Lily stammer, "S-sorry. I didn't mean-"

"No, it's okay. I've missed you Lily."

"I've missed you too."

It was then that Regina realized she was crying. Furiously, she wiped the tears from her cheeks and knocked on Emma's door. The blonde answered, cheeks pink and lips slightly swollen. Regina felt more tears coming, but she just pulled Emma into the hallway, hugged her fiercely and went back to her room.

-ooo-

"Regina! Regina open up!" Regina's eyes fluttered open to the sound of Lily banging on her hotel room door. She groaned, rolling out of bed. The clock read 5:00AM.

Answering the door, she said, "You better have a damn good reason for waking me up at this ungodly hour."

Lily's face was frantic; her hair was mussed and she was wearing an old t-shirt over a pair of pyjama shorts. "It's Emma," she said. "I think she's sick."

Regina followed the younger woman to their room.

"Where is she?" she asked, and Lily nodded towards the bathroom.

Emma was sitting in front of the toilet; her skin was ghostly pale and she was shaking violently. Immediately, the brunette sprung into action.

"Lily, get me a warm towel and a glass of water. And grab Emma's bag. She might have brought something with her."

"What's wrong with her?" Lily asked as she moved around the room, collecting the requested items.

"She gets like this when she's exhausted. She was up all night yesterday. Did she sleep last night?"

Lily's cheeks flamed bright red in response. "Well…"

Again, Regina felt jealousy wash over her, but she shook it off when Emma leaned over and heaved into the toilet.

"Did you get her bag?" Regina demanded impatiently, resisting the urge to snap her fingers in the other woman's face.

She nodded, embarrassed, before handing Regina the bag. Regina kneeled next to Emma, took the towel and wiped the blonde's clammy forehead.

"Emma," she cooed softly, rubbing the sheriff's back comfortingly. Emma melted into her touch, leaning against Regina. "Emma can you drink some water for me?" She accepted the drink, visibly trying to keep the fluid down. She did not succeed, and instead turned and vomited. Regina rubbed her back again before rifling through the blonde's bag for what she knew was tucked at the bottom of her luggage. After a minute of searching she pulled out Emma's woollen baby blanket. It had been kept immaculately clean with some diligent washing and not the smallest bit of magic. Placing it on Emma's lap, she saw the woman instantly calm at its touch.

Turning to Lily, she said, "We're going to have wait until tomorrow for that spare tire. Emma will be incapacitated until she gets a proper sleep. Perhaps you could run and get us some breakfast. I believe there's a diner across the street. I'll stay with her."

She felt a smug sense of satisfaction as Lily left the room. It was _her_ who knew why Emma was sick, not Lily. _She_ knew what Emma needed, not Lily. And somehow that felt really good.


	2. Chapter 2

"Ssh!" Regina hushed Lily as she began to reach for the bug's old radio. The younger woman shot her a dirty look before turning her attention back to the road. Emma had slept all morning, and the pair had woken her only to move her to the car, where she again fell asleep. Now, they were trying to keep the noise down as they made their way back to Storybrooke. Zelena and Robin, who Regina had nearly forgotten about in all of the mayhem, had stopped for the night as well and Lily could see them following close behind in the rearview mirror.

Emma drifted in and out of sleep, sometimes waking long enough to have a bite to eat or a short conversation. Regina relished in those moments. Lily wasn't _terrible_ company, but she much preferred the quick wit and sweet smiles of her blonde companion.

After a couple hours, Regina saw the Storybrooke town sign cresting the horizon. She breathed a sigh of relief. Everyone had made it home. They were okay.

Emma's family was waiting outside of Granny's for the group to arrive. Still pale faced and with dark circles under her eyes, the sheriff emerged from the car, wrapping her arms around her son. Regina followed suit. She avoided eye contact with her parents and instead moved to Killian, who kissed her on the cheek and hugged her tight. In the corner of her eye, she saw Lily's eyes widen and she turned around, giving her a "We'll talk about this later" look.

Maleficent approached the group, wringing her hands nervously. Introducing the pair, everyone smiled as Maleficent pulled Lily in for a hug, which she awkwardly returned.

After some introduction and explanation (primarily on the topic of Zelena), it was decided that the Wicked Witch would be locked away until they figured out what exactly to do with her. Robin didn't argue, though he cast her an apprehensive look when Regina took her away.

Mary Margaret, David and Killian headed home and Maleficent offered to take Lily to lunch, but she declined, saying she and Emma needed to have a conversation, giving the blonde a pointed look. Emma nodded, and they walked in the opposite direction of everyone else, enjoying the cool spring weather.

As soon as they were out of anyone's possible earshot, Lily exploded.

"Emma what the hell?" she exclaimed. "You have _boyfriend_? You'd think you might've wanted to tell me that before we…"

Emma grimaced. "It's not like that. We're not actually dating." Lily was taken aback.

"What do you mean you're not actually dating?"

"He knows that I uh…"

"That you're gay?"

Emma nearly laughed at her forthrightness. "Yeah. He's the only one who knows. I would tell my parents, but I think I'm old enough to govern my own love life, so it's really none of their business. I don't think they'd really understand anyways. They used to pester me about meeting someone, so Killian's a way to get them off my back."

"He doesn't mind being in a fake relationship? I mean," she chuckled. "He's not exactly a sight for sore eyes. I bet there are a ton of women lining up to take your place."

Emma smiled and rolled her eyes. "He's dating somebody. I've never seen him happier."

Now Lily was intrigued. "Who?"

"He'd rather I not say." She and Killian had been friends for a long time. They _had_ dated for a time, before Emma had the courage to tell him he wasn't exactly her _type_. He hadn't been mad. He understood. They were like soul mates, but the kind that hung out eating junk food on Friday nights and spent their Saturdays at the movies. He was her best friend, and she was his.

The brunette shifted uncomfortably. "So…you weren't cheating on him last night?"

The blonde laughed. "If I was then I can't even count the number of times he's cheated on me… No. I can do whatever I want." Her smile faltered, replaced by a small frown. "But that doesn't mean…what we did. It can't happen again. You'll always be important to me but…" She trailed off lamely.

Lily nodded. "I get it. It was a one-night thing. Believe me, I'm used to those. I hope Killian's happy with whoever the hell he's dating." Without warning, she kissed Emma quickly before pulling pulled her into hug, and they stood there for a while, wrapped in each other's embrace. When they broke apart, the sheriff put her hand on the Lily's shoulder and said, "It's been nearly twenty years and you've still got my back. Now go have lunch with your mother."

Lily smiled and walked away, the blonde calling after her, "And pay for it this time!"

-ooo-

"Damn." Regina swore when she opened the fridge, revealing it's meager contents. How in the world had Henry eaten all the food in two days?

 _Well,_ she thought, _I guess a shopping trip is in order._

Grabbing her jacket, the mayor swept out the door, heading to Storybrooke's small grocer.

Pulling up in front of the building, a flash of blonde caught her eye. She turned just in time to see Lily place a quick kiss on Emma's lips before hugging her tight. They stood like that for a while before Lily turned and walked away, Emma smiling and yelling something after her.

Regina sat stunned, watching as the blonde walked in the opposite direction, a huge smile on her face. She felt hot and angry, but it was only then that she put her finger on the reason why. _She was jealous of Lily._ It came like a slap to the face. All day, she hadn't been able to figure out why she got so angry whenever she saw Emma and Lily together.

Now she knew why. Regina wanted to be the one Emma hugged close; the one Emma laughed with; the one Emma kissed and touched and –

"Regina?"

 _Speak of the devil,_ Regina thought almost bitterly when she whirled around to see Emma knocking on her car window, a concerned look on her face.

The brunette blinked furiously to dispel her angry tears before stepping out of the car to confront the other woman. Immediately, something was different between them. The air was cold, and Regina's voice was distant as she said, "Hello Ms. Swan."

Emma tried not to look hurt, but the words stung nonetheless. Regina hadn't used that tone with her since she'd first come to Storybrooke, and it took her back to a time with many moments she would rather have forgotten.

"Hey," she said, look unfazed, but Regina could see her green eyes glistening. Emma glanced at her phone and her worried expression lightened.

"My mom just texted me to say that Henry showed up at the loft to talk to me."

Grateful they were talking about something else, Regina replied, "Why? We were going to have dinner. He was home when I left."

"She said he had someone with him, but she wouldn't say who. Anyways, I was going to go see what's up and I was wondering if you wanted to come." Regina noticed Emma's demeanor had changed as well. She was more polite; respectful, as if she were talking to a stranger.

"Sure. I guess the groceries can wait now that there's no one home to make dinner for."

On the drive to the loft, the pair hypothesized who could be with their son. Emma had her money on a girlfriend, while Regina was leaning more along the lines of new friend.

Emma nearly cheered in victory when she opened the door to reveal Henry and a girl. They were sitting on the kitchen stools laughing and talking. Mary Margaret and David, who had already met the girl, were lounging on the couch.

Henry looked up at the noise of the door closing and his eyes widened when they landed on _both_ of his mothers. He had only bargained for one, but took a deep breath before getting up to confront them. The girl followed him, and the two women got their first good look at her. She was about Henry's height, with a slender build and fiery red hair that cascaded down her back in waves. She had a spatter of freckles across her cheeks and nose, and a smile that seemed to light up the room.

Regina stared blankly at her, but Emma jumped into action, saying, "Hi! I'm Henry's mom. What's your name?"

She stuck out her hand and Emma shook it. "I'm Annabelle. Anna for short."

"Nice to meet you Anna," said Regina, regaining her composure. They shook hand as well, and over the course of the following conversation, they learned that Anna had been homeschooled until the previous year, when she moved to Storybrooke High School and met Henry. Emma had been correct in assuming they were dating. Henry confessed they had gone on their fist date a couple weeks previously, and that he had meant to tell his moms before they went to New York.

After about an hour, Anna walked home and Henry went to watch TV with his grandparents, leaving Emma and Regina alone.

"Can you believe it?" the blonde said, running her fingers through her hair.

"Our son. All grown up." They turned and locked eyes, the words "our son" lingering between them. Regina continued, "He's come so far from the little boy that took a bus to Boston all those years ago."

Emma chuckled. "I think you've come pretty far from the woman who threatened to ruin my life."

Regina's breath caught. "Yeah," she said under her breath, "I guess I have."


	3. Chapter 3

Summer was coming to Storybrooke. The spring chill had dissolved into a pleasant warmth that meant Emma could finally ditch her jacket for a t-shirt. Her hair was pulled off her neck in a ponytail and she had opened the windows in the sheriff's station to let in the ocean breeze. It was peaceful, listening to the chirping birds and –

"Emma Swan! What the hell is this?" The sheriff was snapped out of her daze when Regina stormed into the station, brandishing a piece of paper.

"What?" she replied, looking up from the copious amounts of paperwork littering her desk.

"This!" The brunette nearly threw the paper at her, and Emma picked it up, grimacing at the bold print across the page.

"About that…" she said lamely.

"You signed us up for Henry's school fundraiser without telling me?" Regina fumed.

"I-I'm sorry." Emma sputtered. "Henry and Anna wanted me to come. I put Swan for me and Mills for Henry, but I guess they thought I meant you."

Regina sighed. "Well, what exactly have you gotten us into to?"

Grateful the other woman wasn't yelling anymore, the blonde shrugged. "Just serving food. Nothing major."

Hopping up onto the desk and running her fingers through her hair, the mayor said, "Well, it's too late to back out now. I guess we get to spend our Friday smiling and serving dinner for Henry and his friends."

Emma chuckled. "Don't worry. They're scared of you anyway. You're the mayor after all. I once had one of Henry's friends asked what is was like to know a celebrity."

Regina scoffed. "A celebrity. Me, strutting down a red carpet in an overdone ball gown? I do not think so."

They both started to laugh, thinking of Regina walking the red carpet, the paparazzi yelling for photos. Soon, they were cackling, the image becoming more and more ridiculous.

When they had calmed down, Regina said, "Well, Miss Swan. I've got to go." She walked towards the exit, calling over her shoulder. "I'll see you tomorrow night."

-ooo-

Robin would not stop holding Regina's hand. At first she hadn't minded it, but it was becoming a little too much. He'd been doing it since they got in the car to drive to Henry's school fundraiser. Nothing about the situation felt right. Before they'd left New York, they had agreed to give the relationship another shot, but since her realization, Regina had regretted that decision with every bone in her body. His grip was too strong, his hands too big. Her mind drifted to the feeling of Emma's arms wrapped around her, and she felt warm, remembering the softness of her skin, the sound of her laugh, the way she –

"Regina!" Robin's harsh accented voice cut through the peace of Emma's memory to say that they had arrived.

The weather was warm, and Regina had opted for a loose tank top and skinny jeans. She knew Emma liked the outfit. Her eyes brightened every time she saw it.

The blonde was already standing behind the food table, and sure enough, the minute Regina rounded the corner, her green eyes lit up and she smiled, gesturing for the mayor to join her.

Emma was not okay. How had Regina known? The outfit the brunette was wearing had always struck a chord in the younger woman. It was casual yet sophisticated in a way only Regina Mills could pull off, and it did things to Emma she'd rather not admit. She'd long since accepted that she would always feel something for the mayor, but knew it would never be reciprocated, so she let it fall to the back of her mind most of the time. It was times like these however, where it came roaring to the center of her thoughts, demanding to be felt. And damn did she feel it.

Regina smiled back, moving next to Emma.

"Hey," the blonde said.

"Hey," she replied.

They were silent for while, doling out food and saying hi to their son's friends. When the flow of hungry teenagers lulled, Emma asked, "Are you having fun?"

Regina laughed. "More than I thought I would."

Suddenly, someone called Emma's name. Turning, she saw that it was Lily, who had been sitting at a little table with her mother for the past couple hours.

The blonde greeted her, and Lily said, "Can I talk to you in private?"

Again, Regina felt that jealousy flare up inside of her, but tried to let it go as the pair departed. Emma would never feel anything for her, and she just had to accept it and move on. She'd done it many times before, and she could do it again.

Behind the equipment shed on the school's field, Emma asked, "What did you want to talk about?"

Lily was grinning. "You know what I want to talk about."

"I have no idea," the other woman responded flatly.

Lily elbowed her knowingly. "Come on, don't pretend that you and Regina haven't been making eyes at each other all night."

"W-what!" Emma spluttered, cheeks burning red. Lily ruffled her hair like she was a young child who had confessed to a crush.

"I saw you when she walked in with that outfit. You knew what she was doing and so did she."

"Okay," said Emma begrudgingly. "I have a 'crush'. So what?"

She scoffed. "Oh sweetie you're not the only one. You might not have seen it, but I did. She loves you with the fire of a thousand suns." Lily had a certain tone she used when she knew she was right, and Emma recognized the fast pace and the inexplicable dip into a slightly southern accent.

"What makes you think that?"

"I read a quote in some book the other day. 'It's like you're the ocean and she's desperate to drown.' That's what you guys looked like."

With that sentence, Emma felt the floodgates of her emotions open, releasing everything that she had felt for Regina Mills in those last four years. And she realized, she loved that woman so, so much; more than the sun and ocean – more than anything. She just hadn't let herself feel it in so long. She remembered the first time she had seen her, when they had been cold and distant. She thought of how far they'd come together. They'd gone from wanting each other dead to wanting nothing more for the other to be safe. Emma realized, Lily was right. It was like Regina was an ocean, and Emma was desperate to drown.

Turning on her heel, Emma nearly ran out from behind the shed.

"Where are you going?" the other woman asked.

The blonde smiled. "There's someone I need to talk to."

Lily smiled as well. "Go get her Emma."

Regina was on the verge of tears. She saw Emma emerge from behind the shed, cheeks pink, hair mussed, and grinning. She tried not to think about what had happened behind that shed and instead focused on the food. As Emma came closer and closer, the smile still etched into her expression, Regina couldn't ignore it any more. She had to do something. Making sure Emma was close enough to see, she turned and pulled Robin in for a kiss, smashing her lips against his.

Emma stopped dead in her tracks.

Then she turned and ran.

Regina released Robin the second the blonde was out of sight. She felt a sick sense of satisfaction.

Which was followed by the biggest wave of guilt the woman had ever experienced.

She shouldn't have done what she just did. She hadn't satisfied her jealousy. She had only hurt the one person she never wanted to see in pain.

Without a word, Regina ran from the food table, following Emma out to the parking lot. The blonde was getting into her car.

"Emma!" she called, tying to play it cool. "Are you aright?"

Emma, however, was making no attempt to "play it cool," and when she turned to face Regina, her face was streaked with tears. "Just leave me alone Regina," she muttered.

"What's wrong?"

The blonde scoffed, the tears flowing freely down her cheeks. "As if you don't know."

Still calm, the mayor said, "I don't know. Please, enlighten me." She knew she was being infuriating, but she had to hear Emma say it. She had to hear the words that meant Emma felt something for her.

Those words came out of Emma like vomit. "It's you Regina!" Emma nearly screamed. "I was… jealous. I was coming to tell you when you kissed that forest idiot. But I guess it's too late. _I'm_ too late."

Regina's mask cracked. She started to cry too, and the pair stood face to face, crying under the summer sun. "To tell me what?"  
"To tell you that I loved you. But like I said, it's too late."

Emma got in her car, slamming the door. Giving Regina one last look, she drove away.

"Emma!" she shrieked, but she was gone.

Sinking to the ground, Regina buried her head in her hands. Emma had come to tell her that she loved her, and Regina had screwed it up. She'd ruined her chance at happiness. Emma would never forgive her, and it was all her fault.


	4. Chapter 4

Everything was a mess. That was the only thought that could force its was through Regina's clouded, tangled, slightly muddled thoughts.

 _Everything. Was. A. Mess._

Regina had watched the bright yellow bug round the corner before getting into her own car and driving home. She hated Emma's car. Its colours were too happy for a day like today.

Sinking onto her bed, the brunette sat very still, letting her emotions crash over her like a fifty-foot wave. She could still taste Robin on her lips, and it made her want to vomit.

-ooo-

Emma had put her phone on silent. Her parents called and called, trying to figure out where she was, but she just buried her head beneath the covers and felt herself go numb.

The only thing to pull her out of her misery-induced haze was a call from Killian. He wasn't at the barbecue, so there was no way he could tell her parents she was home (he only had two numbers on his phone, neither of which were Mary Margaret or David).

Sniffing, she croaked, "Hey."

"Hello Swan. I wanted to know how your barbecue was going. Have you been overrun by hungry teenagers?"

She laughed, her throat thick. He always had a way of making her smile. "No, I went home."

It was only then that he picked up on her crackly voice and sniffles. "What wrong Ems?" he said, anxiety seeping into his voice.

"That's the last thing I want to talk about."

"Well then I guess I better come over and see what's got you in such a state."

"No no no, you guys probably have plans. You shouldn't ditch your date night for me."

Killian scoffed. "When have you ever known me to be disloyal Swan? You've been hurt, and I, your pirate in shining armor, must come to see what's gotten your heart in a twist."

Emma rolled her eyes, already feeling better. "Fine. See you in ten."

Sure enough, ten minutes later, there was a sharp rap on the door, and Emma opened the door to reveal Killian holding a bag of what the blonde just _knew_ was grilled cheese.

The pair sat on the couch, and Killian threw a soft blanket over his friend. Having previously ripped a blanket or two with his hook, he opted out of the comfort.

"Now," he said between bites of the delicious snack, "will you please tell me what the hell is going on?"

"It's about…" Emma sniffed again, wiping a rogue tear with her thumb. "It's about Regina."

He shook his head sadly. "You two are like a tornado colliding with a hurricane. What happened?"

"It's a bit complicated. At the barbecue, Lily pulled me away to talk to me, and she said that Regina and I were looking at each other like…well to quote her… 'It's like you're the ocean and she's desperate to drown.' So I decided it was time to come clean. If Lily was right, then she felt the same." She tried to keep it together as she told the next part of the story. "When I came around the corner, I saw her kissing Robin. I guess I was just so shocked – I ran to my car and Regina followed. I told her everything, and at first she seemed like she didn't care, but by the time she left, we were both crying."

"Could this be why?" Killian asked, grabbing Emma's phone, which displayed several missed calls from her parents as well as Regina. He selected the latest voicemail, and together, they listened to the brunette's crackly voice.

" _Emma… It's Regina. We need to talk. That kiss with Robin – it wasn't real. I shouldn't have done it. I'm a terrible person and I know that, but I just… I really need to see you."_ The voicemail ended, and Emma didn't speak. Instead, she picked up the phone and dialed Regina's number. She picked up on the second ring.

"Emma?" Her voice was barely a whisper.

"Meet me in front of the loft. Then, we'll talk." Then, she hung up.

Turning back to Killian, she said, "Thank you for coming over. I'm lucky to have a friend like you."

"No problem Swan."

She smiled. "Now go enjoy your date night."

-ooo-

Regina was anxious as she pulled up in front of Emma's parents' apartment. She didn't know what to expect. Emma had seemed angry but calm on the phone, and her expression was blank as she exited the building and got in Regina's car. The brunette took it as a queue to drive and started down the street.

They were both silent for a while, letting the air buzz around them, the space between them again heavy with unspoken words.

After a time, Emma said, "Say what you need to say Regina."

The brunette wrung her hands nervously. Emma's attitude was cold and off - putting – just as Regina's had been. It made her feel like this was a mistake. Taking a few deep breaths, she replied, "I don't love Robin."

"I know."

"You know?"

"I got your voicemail. After I got home and calmed down, I realized something. You were trying to make me jealous, weren't you?"

Regina nodded slowly. Then, silence.

Finally, she said, "What's going on between you and Lily?"

"Lily and I… we have a lot of history together, but that night at the motel – it didn't mean anything. I couldn't have anything with her because in the back of my mind, I could never shake the image of you."

"But when she pulled you behind the shed…"

"It was to tell me to get my shit together and tell you I felt."

Regina's eyes welled up with tears. "Oh god Emma. I thought… I really screwed everything up. I was petty and jealous, and I wanted to hurt you."

Emma ran her fingers through her hair. "You're not petty Regina." Her tone was almost exasperated. Then, her voice softened. "You're only human. You wanted to make me jealous, and it worked. I get it. I forgive you."

Regina let out a breath she didn't even know she was holding. "So, what does that mean for… us?"

The blonde's voice was flat as she said, "Regina, pull over."

Nervously, the brunette complied, coming to a stop on a side street.

"Emma what – " She was cut off when Emma climbed onto her lap and kissed her, hard.

She froze, body rigid and cold, but the warmth of Emma's touch started to seep into her, and their lips moved together, bodies pressing against each other like they were meant to be.

When they finally broke apart, both were breathing hard.

"What was that?" Regina asked, tucking a lock of hair behind Emma's ear. She hadn't moved from her place on Regina's lap.

"That was what I think about us. Life's too short to be jealous and fight and let stupid stuff get in the way. I could go dark tomorrow or the next day or the day after that, and I want to spend whatever time I have left with you. And if you feel the same way, then we'll work something out."

Regina smiled. "Emma Swan. I am irreparably, unconditionally and incomprehensibly in love with you, and I would like nothing more."

The blonde laughed. "Why are you so damn poetic?

"I'm not. Now, would you please get off of me? My legs are going numb."


	5. Chapter 5

_Emma hated hospitals. They always felt stale and stagnant. There never seemed to be any fresh air, and everything smelled like antiseptic._

 _Lily was asleep in her bed, breathing steady and calm. She'd fallen unconscious after their conversation, but Emma was okay to sit and wait until she woke. Everything was peaceful._

 _All of a sudden, her heart monitor started to flash, letting out a loud beep._

" _Nurse!" Emma yelled, looking around frantically. Then, Lily flat-lined. Her heart had stopped._

 **36 Hours Earlier**

Regina's hand was warm in Emma's grasp. Her heart pounded in her ears, making her clench even tighter. This was it. It had been three months since that first kiss in Regina's Mercedes, and the pair had been lying low, not wishing to make their relationship public.

Eventually, however, the secrecy began to grate on them until, finally, they had decided it was time to come clean. Emma was shaking with anxiety as they ascended the stairs to the loft. Regina rapped sharply on the door, and they locked eyes before Mary Margaret answered.

"Emma!" her mother exclaimed, smiling brightly. "Hi!"

The pair entered the loft, and Emma caught the smell of pasta boiling in the kitchen.

"What's up?" the shorthaired brunette asked, switching off the stovetop. David, who had previously been lying on their bed, got up and greeted his daughter.

Emma wrung her hands. "Um, Mom, Dad… I was wondering if all of us could talk?"

"Sure. Is something wrong?"

"No, no. Nothing's wrong. I just wanted to tell you something."

The group moved to the dining room table, and both Emma's parents looked concerned.

"Mom, Dad…" Emma began slowly, "I came to tell you that… Regina and I… um, we're together." Afraid she was being too vague, she awkwardly added, "We're dating."

There was a split second where everything stopped. The world stopped spinning; the fan stopped whirring, and both Emma and Regina stopped breathing.

Then, David stood up and pulled Emma into his arms. His embrace was strong and warm.

"Dad?" she whispered, tears wetting her cheeks.

Kissing the top of her head, he murmured, "I love you."

Mary Margaret also rose from her chair, and without hesitation, wrapped Regina in a tight embrace. The brunette didn't fight back. She buried her face in the crook of Mary Margaret's neck, letting out a soft sob.

They stood like that for a long time, savoring each other's warmth. When both parents finally let go, Emma and Regina turned to face each other, fingers intertwining.

"How long have you two been together?" Mary Margaret asked softly, meeting Emma's glassy eyes.

Regina replied, "Three months."

She shook her head ruefully. "It makes so much sense now…" Everyone laughed. Scenes flashed before her eyes, depicting Emma sneaking out in the middle of the night, lying about where she was going, and sharing emotionally loaded looks with Regina that she could never seem to understand.

There was an awkward silence before Emma said, "So… you guys are okay with this… with us?"

David laughed, his eyes still wet with tears. "Of course. Love is love. It doesn't matter to us."

Emma couldn't resist hugging him again, followed by her mother, who kissed the blonde's cheek.

"Emma…" Regina nudged the other woman, and she remembered the evening's other endeavor.

"Right!" she exclaimed, pulling out her phone.

"What is it?" asked Mary Margaret.

Before Emma could reply, Killian and August came through the door.

"August? What are you doing here?" the shorthaired brunette exclaimed, a look of pleasant surprise on her face.

"Well," replied Killian, "since Emma and Regina have had such success this evening, we thought now would be a great time to drop by."

It took David a few moments to put it together, but when he did, it took considerable effort to keep his jaw from hitting the floor.

"You two are dating?" he asked, dumbfounded.

Both men nodded, and Mary Margaret, Emma, and Regina smiled (David still looked like he'd seen a ghost).

"Well," Mary Margaret said happily, "I believe this is cause for celebration!"

Everyone gathered around as she opened a bottle of wine, pouring everyone a glass. Holding up her own in toast, she said, "To love."

"To love," everyone repeated, grins on all of their faces.

-ooo-

That night, Emma crawled into bed next to Regina and switched out the light, snuggling up against the brunette.

"Emma?" Regina whispered through the darkness.

"Yeah."

"I'm scared." Her tone was soft and vulnerable – almost like a child's.

"Of what?"

"I'm scared of what's going to happen next. Henry…" she hesitated. They had told their son a long time ago about their relationship, and he had been very loving and accepting. However, now that they had gone public, both were worried about how it might affect him at school.

"Henry's going to be fine," Emma reassured her. "I promise." She kissed Regina, pulling her close. Regina kissed her back, and before she knew it, Emma was straddling her, moving her hips back and forth.

Regina tore away from the kiss, whispering breathlessly. "Emma?"

"Yeah."

"Shut the door."

-ooo-

Regina was up early. She lay in bed for a while before nudging her girlfriend awake. Emma groaned, flopping out of bed.

"Come on," she whispered, kissing the blonde's cheek. "We have to take Henry to school."

"We?" She turned from her where she was looking for a shirt, eyes widening.

Regina smiled. "Yes. We."

Emma, Regina, and Henry ate breakfast together before they dropped him off at school.

"You're coming right?" the boy asked, swinging his backpack over his shoulder.

"Of course," Regina replied.

"Coming to what?" asked Emma. She was sipping on a cup of coffee, attaching her sheriff's badge to the waistband of her jeans.

"His school is doing a play. I was going to surprise you. And Henry…" Regina said proudly, ruffling his dark hair, "is one of the lead roles."

Ducking out from underneath his mother's hand, he said, "I'm not really. It's just something I did for fun."

Emma nodded skeptically. "Are you sure? Because I could have sworn I heard you practicing your lines last night. It didn't sound like something that was 'just for fun'. You sounded pretty serious."

Henry's cheeks turned pink and Emma clapped him on the back. "I'm just kidding. I can't wait. What play are you doing?"

The colour in his face darkened, and he mumbled, "It's…uh… Snow White."

Emma burst out laughing. "You can't be serious! Who do you play?"

Regina interjected, laughing. "He's Prince Charming." Emma laughed even harder, and even Henry let out a chuckle. The brunette continued, "and Anna is playing Snow White."

"That's so cute!" Emma exclaimed. Then, her expression sobered. "But the real question is… who is playing the Evil Queen?"

Regina replied, "I guess we'll just have to go and find out."

-ooo-

Emma nearly collapsed into the car when her Regina picked her up that evening.

"Long day?" she asked, and Emma nodded in response. They drove in silence, and Emma rolled down the window, letting the warm air invigorate her tired mind.

As they approached the school, Regina said, "Are you nervous?"

"Nervous?"

"About what people will think."

Emma shook her head, still looking out the window. "Why should you care what other people think?"

"Because I'm the mayor," Regina replied, turning onto the school's street. "I have to care what other people think. Some of these parents… they're some of the worst people I've ever met. And that's saying something." She found a parking spot near the door, which was swarming with parents twenty minutes before the show.

The pair got out of the car, and Emma said. "Screw them," before pulling the brunette in for a deep kiss. She heard some of the parents gasp and turn their children away, but Emma simply released Regina and smiled.

Regina at first looked mortified, but within seconds, her expression melted into a smile and she grabbed Emma's hand, leading her through the front door.

-ooo-

"Not a half-bad job." Emma stifled a laugh at Regina's utterly serious critique of the girl playing the Evil Queen. Henry and Anna were onstage as well, acting out one of the final scenes in the Snow White fairytale. He was doing a fantastic job in Regina's opinion. Then again, she was slightly biased.

The play was about to wrap up when Emma's phone buzzed. Covertly glancing down at the screen, she saw a text from Mary Margaret, who had stayed home with David for date night.

It read: _Emma. You need to get home immediately. Something bad has happened._

Emma's pulse quickened, and she showed the text to Regina, who nodded, standing up to let the blonde slip down the aisle and into her car, speeding home.

When she entered the loft, her parents and Maleficent were in the kitchen, worry all over their faces.

"Emma…" Mary Margaret said slowly. "We got a call from the hospital. It's about Lily."

-ooo-

"You can see her," Dr. Whale stated in an almost exasperated tone when the group burst into the hospital, demanding to see Lily.

Through the glass, Emma watched Maleficent go in and hug her daughter. They had a short conversation before the older woman left, eyes thick with tears.

Then, it was Emma's turn. She entered cautiously, and when Lily saw her, she smiled weakly.

"Hey," she croaked.

"Hey," Emma replied, sitting on the edge of the bed. After a minute of silence, she said, "Lily what the hell is going on?"

Her eyes welled up with tears, and she sniffed. Her voice was shaky as she said, "I'm sick, Emma. I have been for a long time."

Emma shook her head in disbelief. "What do you mean sick?"

"There's something wrong with my heart. I've known for a while." She laughed, but the sound dissolved into coughs. "After all, everything else in my life has gone to hell. Why not my body?"

Emma could only sit in stunned silence. Lily had fallen unconscious, but she was okay sit and wait until she woke. Everything was peaceful.

All of a sudden, her heart monitor started to flash, letting out a loud beep.

"Nurse!" Emma yelled, looking around frantically. Then, Lily flat-lined. Her heart had stopped.


	6. Chapter 6

The nurse rushed in, her colleague close behind her.

"Dr. Whale!" one of them yelled while the other attached an AED to Lily's chest.

"Clear!" she said loudly before sending a large shock into Lily's chest. The brunette's body moved, but she didn't regain her pulse. Emma watched in horror as again and again, they sent shocks into her heart.

After what seemed like eternity, everything stilled.

Then, the nurse said gravely, "Time of death 10:47PM."

The world stopped spinning. Everything went quiet, and all Emma could hear was the pounding of blood in her ears. The doctors looked at each other worriedly.

Then Lily gasped.

Emma sprang to life, rushing to Lily's side.

"Lily!" she exclaimed. "Lily! Are you alright?"

The brunette's eyes fluttered open and she looked around frantically, the heart monitor indicating her heart was racing. The doctors crowded around her, checking her vitals. She looked confused, but complied with their demands.

When everything was finished, Emma approached her cautiously, voice quiet.

"Hi," she said meekly. "How do you feel?"

Lily was quiet for a minute. Then in a raspy voice, she replied, "Do I know you?"

1 Hour Later

Emma couldn't ignore it anymore. There it was, printed plainly on a piece of paper titled "Diagnosis". _Memory loss as a result of brain damage caused by hypoxia._

When Lily had asked if she knew Emma, the blonde had called over the doctors, and the family had waited while they performed a series of tests. Finally, they got answers. When Lily's heart had stopped, it had cut oxygen flow to her brain. The resulting damage caused memory loss, and Lily no longer recognized anyone she'd known previously.

At first, Emma hadn't been willing to accept it. She'd just found Lily. She hadn't been willing to loose her so soon; but with the diagnosis, she had to accept the fact that one of her closest friends had no idea who she was. The doctors had said that the memory loss would most likely be permanent, though with time she may remember small parts of her past life.

After giving the diagnosis, the doctors had departed, leaving Emma to sit in stunned silence.

"Emma…" Regina whispered, reaching out to touch her shoulder. Emma flinched away, standing up. A look of hurt flashed across the brunette's face, and she watched as Emma walked into Lily's hospital room, knocking softly at the door.

"Come in," Lily said, looking up from a novel.

Nervously, Emma approached. "Hi. I-I'm Emma."

Lily looked nervous as well. "Hi Emma."

"Did they – the doctors, that is. Did they… um… tell you what happened?"

Lily nodded, and Emma took a step closer. "So… you don't remember anyone?" The minute the words came out of her mouth, she knew she had messed up. Of course Lily didn't remember. "Oh my god. I'm sorry. Of course you don't. I'm sorry– I." She turned to leave, cheeks blazing.

"It's okay. Emma, stay!" She turned back, and Lily's cheeks went pink. "I – I mean… if you want to…"

A smile crept across Emma's face. "Sure. Of course." Crossing back towards the bed, she pulled up a chair and took a seat. It was then she noticed Lily's ragged appearance. Her hair was mussed from sleep, her skin ghostly pale. There were large bags beneath her eyes, and as Emma's eyes scanned her body she noticed she was also desperately skinny.

As if reading her mind, Lily said, "I look like crap, don't I?" Emma laughed at her candor.

"Yeah," she replied. "Sorry…"

Lily shifted, pulling herself up in bed. "Nah," she said, "don't be sorry. It's a miracle I'm even alive. My hair is the least of my worries." This elicited another laugh from Emma.

The brunette waited a few seconds before saying, "So I'm assuming you and I knew each other before… you know…" She gestured to her head.

Her words brought Emma rushing back to the present. With their carefree banter, she had almost forgotten that her childhood friend didn't remember her at all.

Mentally shaking herself, she responded, "Yeah. We were pretty close."

Lily raised her eyebrows at Emma's tone. "What do you mean? Were we close, or were we _close_ …?"

 _If you mean that we hooked up in a dingy motel while my current girlfriend was in the other room, and you then proceeded to encourage me to pursue other women, then yeah, super close._

"It's, um, complicated."

She nodded pensively. "Okay… anyone else I was 'close' with?"

Emma nodded, looking over into the waiting room where Maleficent, her parents, and Regina were sitting. "She," she gestured to Maleficent, "is your mother. Sitting next to her are my parents. Next to them is my girlfriend."

"That answers the close question," Lily muttered at the mention of Regina. Emma almost thought she looked jealous.

-ooo-

"Come on Emma. It's past midnight and Henry's been at Nicholas' house, scared to death. We need to go get him."

Emma and Regina were sitting alone in the waiting room, Emma clutching a cold cup of coffee and Regina wrapped in the blonde's leather jacket. Everyone had gone home, but Emma had insisted on staying, arguing that she wanted to be there in case Lily's condition changed. Regina had a point, though. She had contacted one of Henry's friends and convinced them to hold on to their son despite it being a ridiculous hour on a school night. Emma knew that neither Henry nor Nicholas' parents would be happy if they didn't come get him, STAT.

"You're right," the blonde replied and stood up, her joints protesting the movement.

The pair left the hospital, Emma still tense. As they got into Regina's car, the brunette said, "Lily's going to be okay, Emma."

The other woman nodded in response, but kept her eyes trained on the road.

The lamps on Nicholas' street were few and far – between, and Regina almost missed the stately manor as she drove down the silent street. When they knocked on the door, Henry came running, practically throwing himself at his moms.

"Oh my god I was so worried," he mumbled into Emma's shoulder.

"It's okay kid. Everything's okay," she comforted.

When they arrived home, Henry fell into bed, falling asleep instantly. Emma made sure he was comfortable before padding down the stairs and slipping on her boots. Her hand was on the doorknob when she heard a voice behind her.

"Emma, wait." She turned to see Regina in her silk pajamas, a quilt around her shoulders.

"Sorry," she whispered. "Did I wake you up?"

Regina shook her head. "No, no. I was just wondering if…" She paused, her cheeks turning pink. "Maybe you would want to… stay the night." The end of her sentence was turned up like a question.

Emma realized that if she stayed, it would be the first time she had actually spent the night with her girlfriend, and wouldn't have to lie about it. No more sneaking out in the middle of the night. No more telling her parents Henry had wanted to have a sleepover. _No more lies_. As cliché as it sounded, it was her one silver lining in an evening of heartbreak.

She smiled. "That sounds nice."

 **For anyone kind of confused, this chapter is a replacement of the chapter I posted previously. The story is not over yet! Also, I will be out of town for the next three weeks, so there will be no updates during that time. xoxo**


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